|[January 14, 2014]
Dassault Systèmes Announces the Fulfillment of the Offer Condition to Voluntary Public Offer to Acquire up to 100% of the Share Capital in Realtime Technology AG
VÉLIZY-VILLACOUBLAY, France --(Business Wire)--
Dassault Systèmes (News - Alert) (Paris:DSY)(Euronext Paris: #13065, DSY.PA), the
3DEXPERIENCE Company, world leader in 3D design software, 3D Digital
Mock Up and Product Lifecycle Management (PLM) solutions, today
announced that, as a result of the completion of the acquisition of a
84% controlling interest in Realtime Technology AG ("RTT"), the
voluntary public offer published on 11 December 2013, supported by RTT's
Board of directors and managing board, is now unconditional.
As a reminder, on December 11, 2013, Dassault Systèmes' indirect
subsidiary 3DS Acquisition AG (the "Offeror") has published a voluntary
public offer to shareholders with permanent or habitual residence or
domicile in the European Union of Realtime Technology AG ("RTT") (Ticker
Symbol: R1T) to acquire up to 100% of the share capital of RTT for a
cash consideration of EUR 40.00 per share. RTT is the leading provider
of professional high-end 3D visualization software, marketing solutions
and computer generated imagery services.
With the voluntary public offer, Dassault Systèmes intends to indirectly
acquire all remaining registered common shares in RTT that are not held
by RTT itself, by the Offeror, by shareholders of RTT who have already
agreed to sell their shares in private transactions to the Offeror, or
by shareholders of RTT with permanent or habitual residence or domicile
outside the European Union which are excluded from the voluntary public
The acceptance period has begun with the publication of the offer
document on December 11, 2013, and will end on January 29, 2014,
The Offeror has retained B. Metzler seel. Sohn & Co. KGaA, Corporate
Actions, Große Gallusstraße 18, 60311 Frankfurt/Main, as settlement
agent to perform the technical execution and processing of the voluntary
public offer. RTT shareholders can only accept the voluntary public
offer vis-à-vis their respective custodian bank as set forth in further
detail in the offer document.
The German language offer document and a non-binding English translation
thereof as well as additional information relating to the voluntary
public offer are publshed on the internet at www.3ds.com/rtt-tender-offer.
Shareholders of RTT which are entitled to accept the voluntary public
offer can also request copies of the offer document free of charge from
B. Metzler seel. Sohn & Co. KGaA, Corporate Actions, at fax number +49
(0)69 2104 595.
This press release is neither an offer to purchase nor a solicitation to
purchase RTT shares. The final terms and further provisions regarding
the voluntary public offer are disclosed in the offer document available
on the following URL, www.3ds.com/rtt-tender-offer
. Investors and holders of RTT shares are strongly recommended to read
the offer document and all documents in connection with the voluntary
public offer, since they will contain important information.
The voluntary public offer is made exclusively to shareholders of RTT
with permanent or habitual residence or domicile in a member state of
the European Union. Shareholders of RTT with permanent or habitual
residence or domicile outside the European Union are not entitled to
accept the Offer. In particular, the Offer is not made to any persons
having their permanent or habitual residence or domicile in the United
States of America.
The Offeror has published the offer document and makes the voluntary
public offer in accordance with German law. The publication of the
voluntary public offer and of the offer document, along with any
communication relating to the voluntary public offer, is not for the
purpose of making an offer in accordance with the laws of any
jurisdiction other than the Federal Republic of Germany. Any publishing,
delivering, distributing or disseminating of the offer document, a
summary or other description of the terms of the offer document or other
documents concerning the voluntary public offer may be subject to the
provisions and restrictions under the laws and regulations of
jurisdictions other than the Federal Republic of Germany. Therefore, a
publication in accordance with the laws of any jurisdiction other than
the Federal Republic of Germany is not intended. The Offeror does not
permit third parties to directly or indirectly publish, disseminate or
forward the offer document, a summary or other description of the terms
of the offer document or other documents related to the voluntary public
offer, outside the Federal Republic of Germany if this is not in
compliance with the applicable foreign regulations, or if it is
contingent on the compliance with official procedures or the granting of
permission or other requirements, and such conditions are not fulfilled.
THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION OUTSIDE THE EUROPEAN UNION.
About Dassault Systèmes
Dassault Systèmes, the 3DEXPERIENCE Company, provides business
and people with virtual universes to imagine sustainable innovations.
Its world-leading solutions transform the way products are designed,
produced, and supported. Dassault Systèmes' collaborative solutions
foster social innovation, expanding possibilities for the virtual world
to improve the real world. The group brings value to over 170,000
customers of all sizes, in all industries, in more than 140 countries.
For more information, visit www.3ds.com.
CATIA, SOLIDWORKS, SIMULIA, DELMIA, ENOVIA, GEOVIA, EXALEAD,
NETVIBES, 3DSWYM and 3D VIA (News - Alert) are registered trademarks of Dassault
Systèmes or its subsidiaries in the US and/or other countries.
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